Listing Particulars

RNS Number:6648E
B Spires Limited
04 December 2002


FORMAL NOTICE FOR SPECIALIST SECURITIES

PUBLICATION DATE:            3rd December 2002

Application has been made to the UK Listing Authority for the following 
securities to be admitted to the Official List.

DETAILS OF ISSUE:            U.S.$3,000,000,000 Limited Recourse Secured Debt 
                             Issuance Programme

ISSUER:                      B Spires Limited

INCORPORATED IN:             Cayman Islands

AGENT:                       Merrill Lynch International

Particulars relating to the issue may be obtained during usual business hours 
for fourteen days from the date of this formal notice from:

Merrill Lynch International        Clifford Chance Limited Liability Partnership
Ropemaker Place                    200 Aldersgate Street
25 Ropemaker Street                London EC1A 4JJ
London EC2Y 9LY

In addition, a copy of the Particulars is available for inspection at the 
Document Viewing Facility at the Financial Services Authority,
25 The North Colonnade, London E14 5HS.


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            The company news service from the London Stock Exchange
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